TY 2023 Form 990PF

- TIN:

Form990-PF

Department of the Treasury
Internal Revenue Service

Return of Private Foundation

or Section 4947(a)(1) Trust Treated as Private Foundation

Do not enter social security numbers on this form as it may be made public.
right arrow

Go to www.irs.gov/Form990PF for instructions and the latest information.

OMB No. 1545-0047

2023

Open to Public Inspection

For calendar year 2023, or tax year beginning 01-01-2023 , and ending 12-31-2023

Name of foundation
WORTHINGTON FAMILY FOUNDATION

Number and street (or P.O. box number if mail is not delivered to street address)PO BOX 4311
Room/suite

City or town, state or province, country, and ZIP or foreign postal code
TRAVERSE CITY, MI49685

A Employer identification number

26-4445573

B Telephone number (see instructions)

(517) 290-4098

C If exemption application is pending, check here right arrow

G Check all that apply: Initial returnInitial return of a former public charity
Final returnAmended return
Address change Name change

D 1. Foreign organizations, check here............. right arrow

2. Foreign organizations meeting the 85%
test, check here and attach computation ... right arrow

E If private foundation status was terminated
under section 507(b)(1)(A), check here ....... right arrow

H Check type of organization: Section 501(c)(3) exempt private foundation
Section 4947(a)(1) nonexempt charitable trust Other taxable private foundation

F If the foundation is in a 60-month termination
under section 507(b)(1)(B), check here ....... right arrow

I Fair market value of all assets at end
of year (from Part II, col. (c),
line 16) right arrow

$4,633,038J Accounting method: Cash Accrual
Other (specify)
(Part I, column (d) must be on cash basis.)

	Analysis of Revenue and Expenses (The total of amounts in columns (b), (c), and (d) may not necessarily equal the amounts in column (a) (see instructions).)	(a) Revenue and expenses per books		(b) Net investment income	(d) Disbursements for charitable purposes (cash basis only)


1	Contributions, gifts, grants, etc., received (attach schedule)
2	Check .............
3	Interest on savings and temporary cash investments
4	Dividends and interest from securities...	144,392		136,166
5a	Gross rents............
b	Net rental income or (loss)
6a	Net gain or (loss) from sale of assets not on line 10	List of Attached Documents: // Content	104,368
b	Gross sales price for all assets on line 6a 678,139
7	Capital gain net income (from Part IV, line 2)...			52,935
8	Net short-term capital gain.........
9	Income modifications...........
10a	Gross sales less returns and allowances
b	Less: Cost of goods sold....
c	Gross profit or (loss) (attach schedule).....
11	Other income (attach schedule).......	List of Attached Documents: // Content	1,463
12	Total. Add lines 1 through 11........	250,223		189,101
13	Compensation of officers, directors, trustees, etc.
14	Other employee salaries and wages......
15	Pension plans, employee benefits.......
16a	Legal fees (attach schedule).........
b	Accounting fees (attach schedule).......	List of Attached Documents: // Content	4,950
c	Other professional fees (attach schedule)....	List of Attached Documents: // Content	28,117	28,117
17	Interest...............
18	Taxes (attach schedule) (see instructions)...	List of Attached Documents: // Content	3,038
19	Depreciation (attach schedule) and depletion...
20	Occupancy..............
21	Travel, conferences, and meetings.......
22	Printing and publications..........
23	Other expenses (attach schedule).......	List of Attached Documents: // Content	500
24	Total operating and administrative expenses.
	Add lines 13 through 23..........	36,605		28,117	0
25	Contributions, gifts, grants paid.......	230,272			230,272
26	Total expenses and disbursements. Add lines 24 and 25	266,877		28,117	230,272
27	Subtract line 26 from line 12:
a	Excess of revenue over expenses and disbursements	-16,654
b	Net investment income (if negative, enter -0-)			160,984
c	Adjusted net income (if negative, enter -0-)...

For Paperwork Reduction Act Notice, see instructions.

Cat. No. 11289X Form 990-PF (2023)

Form 990-PF (2023)

Page 2

Part II		Balance Sheets	Beginning of year	End of year
Part II		Balance Sheets	(a) Book Value	(b) Book Value	(c) Fair Market Value
	1	Cash—non-interest-bearing.............	309	210	210
	2	Savings and temporary cash investments.........	29,999	141,646	141,646
	3	Accounts receivable
		Less: allowance for doubtful accounts
	4	Pledges receivable
		Less: allowance for doubtful accounts
	5	Grants receivable.................
	6	Receivables due from officers, directors, trustees, and other
		disqualified persons (attach schedule) (see instructions).....
	7	Other notes and loans receivable (attach schedule)
		Less: allowance for doubtful accounts
	8	Inventories for sale or use..............
	9	Prepaid expenses and deferred charges..........
	10a	Investments—U.S. and state government obligations (attach schedule)	277,797	List of Attached Documents: // Content 191,504	198,600
	b	Investments—corporate stock (attach schedule).......	3,247,089	List of Attached Documents: // Content 3,160,808	3,300,370
	c	Investments—corporate bonds (attach schedule).......	961,903	List of Attached Documents: // Content 1,010,669	992,212
	11	Investments—land, buildings, and equipment: basis
		Less: accumulated depreciation (attach schedule)
	12	Investments—mortgage loans.............
	13	Investments—other (attach schedule)..........
	14	Land, buildings, and equipment: basis 2,782
		Less: accumulated depreciation (attach schedule) 2,782
	15	Other assets (describe )
	16	Total assets (to be completed by all filers—see the
		instructions. Also, see page 1, item I)	4,517,097	4,504,837	4,633,038
	17	Accounts payable and accrued expenses..........
	18	Grants payable.................
	19	Deferred revenue.................
	20	Loans from officers, directors, trustees, and other disqualified persons
	21	Mortgages and other notes payable (attach schedule)......
	22	Other liabilities (describe )
	23	Total liabilities (add lines 17 through 22).........		0
		Foundations that follow FASB ASC 958, check here
		and complete lines 24, 25, 29 and 30.
	24	Net assets without donor restrictions...........
	25	Net assets with donor restrictions............
		Foundations that do not follow FASB ASC 958, check here
		and complete lines 26 through 30.
	26	Capital stock, trust principal, or current funds........
	27	Paid-in or capital surplus, or land, bldg., and equipment fund
	28	Retained earnings, accumulated income, endowment, or other funds	4,517,097	4,504,837
	29	Total net assets or fund balances (see instructions).....	4,517,097	4,504,837
	30	Total liabilities and net assets/fund balances (see instructions).	4,517,097	4,504,837

Part III

Analysis of Changes in Net Assets or Fund Balances

Total net assets or fund balances at beginning of year—Part II, column (a), line 29 (must agree with end-of-year figure reported on prior year’s return) ...............

4,517,097

Enter amount from Part I, line 27a .....................

-16,654

Other increases not included in line 2 (itemize) right arrow

List of Attached Documents:

// Content

8,317

Add lines 1, 2, and 3 ..........................

4,508,760

Decreases not included in line 2 (itemize) right arrow

List of Attached Documents:

// Content

3,923

Total net assets or fund balances at end of year (line 4 minus line 5)—Part II, column (b), line 29 .

4,504,837

Form 990-PF (2023)

Page 3

Part IV

Capital Gains and Losses for Tax on Investment Income

(a) List and describe the kind(s) of property sold (e.g., real estate, 2-story brick warehouse; or common stock, 200 shs. MLC Co.)		(b) How acquired P—Purchase D—Donation	(c) Date acquired (mo., day, yr.)	(d) Date sold (mo., day, yr.)
1a
b
c
d
e

(e) Gross sales price		(f) Depreciation allowed (or allowable)	(g) Cost or other basis plus expense of sale	(h) Gain or (loss) (e) plus (f) minus (g)
a
b
c
d
e

Complete only for assets showing gain in column (h) and owned by the foundation on 12/31/69
(i) F.M.V. as of 12/31/69	(j) Adjusted basis as of 12/31/69	(k) Excess of col. (i) over col. (j), if any
a
b
c
d
e

2	Capital gain net income or (net capital loss)	If gain, also enter in Part I, line 7 If (loss), enter -0- in Part I, line 7	2	52,935
3	Net short-term capital gain or (loss) as defined in sections 1222(5) and (6):
	If gain, also enter in Part I, line 8, column (c) (see instructions). If (loss), enter -0- in Part I, line 8 ...................		3

Part V

Excise Tax Based on Investment Income (Section 4940(a), 4940(b), 4940(e), or 4948—see instructions)

1a	Exempt operating foundations described in section 4940(d)(2), check here and enter “N/A" on line 1.
	Date of ruling or determination letter: (attach copy of letter if necessary–see instructions)	1	2,238
b	All other domestic foundations enter 1.39% (0.0139) of line 27b. Exempt foreign organizations enter 4% (0.04) of Part I, line 12, col. (b)
2	Tax under section 511 (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	2
3	Add lines 1 and 2...........................	3	2,238
4	Subtitle A (income) tax (domestic section 4947(a)(1) trusts and taxable foundations only. Others enter -0-)	4
5	Tax based on investment income. Subtract line 4 from line 3. If zero or less, enter -0- .....	5	2,238
6	Credits/Payments:

a	2023 estimated tax payments and 2022 overpayment credited to 2023	6a	3,159
b	Exempt foreign organizations—tax withheld at source......	6b
c	Tax paid with application for extension of time to file (Form 8868)...	6c
d	Backup withholding erroneously withheld ..........	6d

7	Total credits and payments. Add lines 6a through 6d..............		7	3,159
8	Enter any penalty for underpayment of estimated tax. Check here if Form 2220 is attached.		8
9	Tax due. If the total of lines 5 and 8 is more than line 7, enter amount owed.......		9
10	Overpayment. If line 7 is more than the total of lines 5 and 8, enter the amount overpaid...		10	921
11	Enter the amount of line 10 to be: Credited to 2024 estimated tax921	Refunded	11

Form 990-PF (2023)

Page 4

Part VI-A

Statements Regarding Activities

During the tax year, did the foundation attempt to influence any national, state, or local legislation or did

Yes

it participate or intervene in any political campaign? ....................

Did it spend more than $100 during the year (either directly or indirectly) for political purposes? See the instructions

for the definition.................................

If the answer is "Yes" to 1a or 1b, attach a detailed description of the activities and copies of any materials

published or distributed by the foundation in connection with the activities.

Did the foundation file Form 1120-POL for this year?.....................

Enter the amount (if any) of tax on political expenditures (section 4955) imposed during the year:

(1) On the foundation. right arrow

$ (2) On foundation managers. right arrow

Enter the reimbursement (if any) paid by the foundation during the year for political expenditure tax imposed

on foundation managers. right arrow

Has the foundation engaged in any activities that have not previously been reported to the IRS?.......

If "Yes," attach a detailed description of the activities.

Has the foundation made any changes, not previously reported to the IRS, in its governing instrument, articles

of incorporation, or bylaws, or other similar instruments? If "Yes," attach a conformed copy of the changes....

Did the foundation have unrelated business gross income of $1,000 or more during the year?.........

If "Yes," has it filed a tax return on Form 990-T for this year?...................

Was there a liquidation, termination, dissolution, or substantial contraction during the year?.........

If "Yes," attach the statement required by General Instruction T.

Are the requirements of section 508(e) (relating to sections 4941 through 4945) satisfied either:

By language in the governing instrument, or

By state legislation that effectively amends the governing instrument so that no mandatory directions

that conflict with the state law remain in the governing instrument? ................

Did the foundation have at least $5,000 in assets at any time during the year? If "Yes," complete Part II, col. (c),

and Part XIV..................................

Yes

Enter the states to which the foundation reports or with which it is registered (see instructions)

If the answer is "Yes" to line 7, has the foundation furnished a copy of Form 990-PF to the Attorney

General (or designate) of each state as required by General Instruction G? If "No," attach explanation .

Yes

Is the foundation claiming status as a private operating foundation within the meaning of section 4942(j)(3)

or 4942(j)(5) for calendar year 2023 or the taxable year beginning in 2023? See the instructions for Part XIII.

If "Yes," complete Part XIII .............................

Did any persons become substantial contributors during the tax year? If "Yes," attach a schedule listing their names

and addresses. ...............................

At any time during the year, did the foundation, directly or indirectly, own a controlled entity within the

meaning of section 512(b)(13)? If "Yes," attach schedule. See instructions .............

Did the foundation make a distribution to a donor advised fund over which the foundation or a disqualified person had

advisory privileges? If "Yes," attach statement. See instructions.................

Did the foundation comply with the public inspection requirements for its annual returns and exemption application?

Yes

Website address right arrow

WWW.WORTHINGTON-FAMILY-FOUNDATION.ORG

The books are in care of right arrow

DOUGLAS WORTHINGTON Telephone no. right arrow

(517) 290-4098

Located at right arrow

PO BOX 4311TRAVERSE CITYMI ZIP+4 right arrow

49685

Section 4947(a)(1) nonexempt charitable trusts filing Form 990-PF in lieu of Form 1041 —check here ......... right arrow

and enter the amount of tax-exempt interest received or accrued during the year ........ right arrow

16 At any time during calendar year 2023, did the foundation have an interest in or a signature or other authority over YesNo

a bank, securities, or other financial account in a foreign country? .................

16 No

See the instructions for exceptions and filing requirements for FinCEN Form 114. If "Yes", enter the name of the foreign
country right arrow

Form 990-PF (2023)

Page 5

Part VI-B

Statements Regarding Activities for Which Form 4720 May Be Required

File Form 4720 if any item is checked in the "Yes" column, unless an exception applies.

Yes

During the year did the foundation (either directly or indirectly):

(1) Engage in the sale or exchange, or leasing of property with a disqualified person? ...........

1a(1)

(2) Borrow money from, lend money to, or otherwise extend credit to (or accept it from)

a disqualified person? ..............................

1a(2)

(3) Furnish goods, services, or facilities to (or accept them from) a disqualified person? ...........

1a(3)

(4) Pay compensation to, or pay or reimburse the expenses of, a disqualified person? ............

1a(4)

(5) Transfer any income or assets to a disqualified person (or make any of either available

for the benefit or use of a disqualified person)? ......................

1a(5)

(6) Agree to pay money or property to a government official? (Exception. Check "No"

if the foundation agreed to make a grant to or to employ the official for a period

after termination of government service, if terminating within 90 days.) ...............

1a(6)

If any answer is "Yes" to 1a(1)–(6), did any of the acts fail to qualify under the exceptions described in Regulations

section 53.4941(d)-3 or in a current notice regarding disaster assistance? See instructions ..........

Organizations relying on a current notice regarding disaster assistance check here ........ right arrow

Did the foundation engage in a prior year in any of the acts described in 1a, other than excepted acts,

that were not corrected before the first day of the tax year beginning in 2023? .............

Taxes on failure to distribute income (section 4942) (does not apply for years the foundation was a private

operating foundation defined in section 4942(j)(3) or 4942(j)(5)):

At the end of tax year 2023, did the foundation have any undistributed income (Part XII, lines 6d

and 6e) for tax year(s) beginning before 2023?....................

If "Yes," list the years right arrow

20, 20, 20, 20

Are there any years listed in 2a for which the foundation is not applying the provisions of section 4942(a)(2)

(relating to incorrect valuation of assets) to the year’s undistributed income? (If applying section 4942(a)(2)

to all years listed, answer "No" and attach statement—see instructions.) ..............

If the provisions of section 4942(a)(2) are being applied to any of the years listed in 2a, list the years here.

20, 20, 20, 20

Did the foundation hold more than a 2% direct or indirect interest in any business enterprise at

any time during the year? ..............................

If "Yes," did it have excess business holdings in 2023 as a result of (1) any purchase by the foundation

or disqualified persons after May 26, 1969; (2) the lapse of the 5-year period (or longer period approved

by the Commissioner under section 4943(c)(7)) to dispose of holdings acquired by gift or bequest; or (3)

the lapse of the 10-, 15-, or 20-year first phase holding period? (Use Schedule C, Form 4720, to determine

if the foundation had excess business holdings in 2023.) .....................

Did the foundation invest during the year any amount in a manner that would jeopardize its charitable purposes?

Did the foundation make any investment in a prior year (but after December 31, 1969) that could jeopardize its

charitable purpose that had not been removed from jeopardy before the first day of the tax year beginning in 2023? ..

Form 990-PF (2023)

Page 6

Part VI-B

Statements Regarding Activities for Which Form 4720 May Be Required (continued)

During the year did the foundation pay or incur any amount to:

Yes

(1) Carry on propaganda, or otherwise attempt to influence legislation (section 4945(e))? ..........

5a(1)

(2) Influence the outcome of any specific public election (see section 4955); or to carry

on, directly or indirectly, any voter registration drive? ....................

5a(2)

(3) Provide a grant to an individual for travel, study, or other similar purposes? .............

5a(3)

(4) Provide a grant to an organization other than a charitable, etc., organization described

in section 4945(d)(4)(A)? See instructions ........................

5a(4)

(5) Provide for any purpose other than religious, charitable, scientific, literary, or

educational purposes, or for the prevention of cruelty to children or animals? .............

5a(5)

If any answer is "Yes" to 5a(1)–(5), did any of the transactions fail to qualify under the exceptions described in

Regulations section 53.4945 or in a current notice regarding disaster assistance? See instructions ........

Organizations relying on a current notice regarding disaster assistance check ......... right arrow

If the answer is "Yes" to question 5a(4), does the foundation claim exemption from the

tax because it maintained expenditure responsibility for the grant? .................

If "Yes," attach the statement required by Regulations section 53.4945–5(d).

Did the foundation, during the year, receive any funds, directly or indirectly, to pay premiums on

a personal benefit contract? .............................

Did the foundation, during the year, pay premiums, directly or indirectly, on a personal benefit contract? ....

If "Yes" to 6b, file Form 8870.

At any time during the tax year, was the foundation a party to a prohibited tax shelter transaction?

If "Yes", did the foundation receive any proceeds or have any net income attributable to the transaction? .....

Is the foundation subject to the section 4960 tax on payment(s) of more than $1,000,000 in remuneration or

excess parachute payment during the year? .........................

Part VII

Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors

1 List all officers, directors, trustees, foundation managers and their compensation. See instructions

(a) Name and address	(b) Title, and average hours per week devoted to position	(c) Compensation (If not paid, enter -0-)	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
DR RUTH WORTHINGTON	PRESIDENT 2.00	0	0	0
PO BOX 4311 TRAVERSE CITY,MI49685	PRESIDENT 2.00	0	0	0
NANCY WORTHINGTON	SECRETARY 2.00	0	0	0
PO BOX 4311 TRAVERSE CITY,MI49685	SECRETARY 2.00	0	0	0
DOUGLAS WORTHINGTON	TREASURER 2.00	0	0	0
PO BOX 4311 TRAVERSE CITY,MI49685	TREASURER 2.00	0	0	0

2 Compensation of five highest-paid employees (other than those included on line 1—see instructions). If none, enter “NONE."


(a) Name and address of each employee paid more than $50,000	(b) Title, and average hours per week devoted to position	(c) Compensation	(d) Contributions to employee benefit plans and deferred compensation	(e) Expense account, other allowances
NONE









Total number of other employees paid over $50,000...................

Form 990-PF (2023)

Page 7

Part VII

Information About Officers, Directors, Trustees, Foundation Managers, Highly Paid Employees,
and Contractors (continued)

3 Five highest-paid independent contractors for professional services (see instructions). If none, enter "NONE".
(a) Name and address of each person paid more than $50,000	(b) Type of service	(c) Compensation
NONE

Total number of others receiving over $50,000 for professional services............. right arrow

Part VIII-A

Summary of Direct Charitable Activities

List the foundation’s four largest direct charitable activities during the tax year. Include relevant statistical information such as the number of organizations and other beneficiaries served, conferences convened, research papers produced, etc.	Expenses
1


2


3


4

Part VIII-B

Summary of Program-Related Investments (see instructions)

Describe the two largest program-related investments made by the foundation during the tax year on lines 1 and 2.	Amount
1	N/A
2


All other program-related investments. See instructions.
3

Total. Add lines 1 through 3......................... right arrow

Form 990-PF (2023)

Page 8

Part IX

Minimum Investment Return (All domestic foundations must complete this part. Foreign foundations, see instructions.)

Fair market value of assets not used (or held for use) directly in carrying out charitable, etc.,

purposes:

Average monthly fair market value of securities...................

4,384,294

Average of monthly cash balances.......................

75,237

Fair market value of all other assets (see instructions)................

Total (add lines 1a, b, and c).........................

4,459,531

Reduction claimed for blockage or other factors reported on lines 1a and

1c (attach detailed explanation) .............

Acquisition indebtedness applicable to line 1 assets..................

Subtract line 2 from line 1d.........................

4,459,531

Cash deemed held for charitable activities. Enter 1.5% (0.015) of line 3 (for greater amount, see

instructions) .............................

66,893

Net value of noncharitable-use assets. Subtract line 4 from line 3. ............

4,392,638

Minimum investment return. Enter 5% (0.05) of line 5................

219,632

Part X

Distributable Amount (see instructions) (Section 4942(j)(3) and (j)(5) private operating foundations and certain foreign organizations check here right arrow

and do not complete this part.)

Minimum investment return from Part IX, line 6..................

219,632

Tax on investment income for 2022 from Part V, line 5.......

2,238

Income tax for 2022. (This does not include the tax from Part V.) ...

Add lines 2a and 2b............................

2,238

Distributable amount before adjustments. Subtract line 2c from line 1............

217,394

Recoveries of amounts treated as qualifying distributions................

Add lines 3 and 4............................

217,394

Deduction from distributable amount (see instructions).................

Distributable amount as adjusted. Subtract line 6 from line 5. Enter here and on Part XII, line 1 ...

217,394

Part XI

Qualifying Distributions (see instructions)

Amounts paid (including administrative expenses) to accomplish charitable, etc., purposes:

Expenses, contributions, gifts, etc.—total from Part I, column (d), line 26 ..........

230,272

Program-related investments—total from Part VIII-B..................

Amounts paid to acquire assets used (or held for use) directly in carrying out charitable, etc.,

purposes...............................

Amounts set aside for specific charitable projects that satisfy the:

Suitability test (prior IRS approval required)....................

Cash distribution test (attach the required schedule) .................

Qualifying distributions. Add lines 1a through 3b. Enter here and on Part XII, line 4. .......

230,272

Form 990-PF (2023)

Page 9

Part XII

Undistributed Income (see instructions)

		(a) Corpus	(d) 2023
1 Distributable amount for 2023 from Part X, line 7			217,394
2 Undistributed income, if any, as of the end of 2022:
a Enter amount for 2022 only.......
b Total for prior years:20 , 20, 20
3 Excess distributions carryover, if any, to 2022:
a From 2018......	15,186
b From 2019......	20,586
c From 2020......	25,030
d From 2021......	37,326
e From 2022......
f Total of lines 3a through e ........		98,128
4Qualifying distributions for 2023 from Part
XI, line 4: $ 230,272
a Applied to 2022, but not more than line 2a
b Applied to undistributed income of prior years (Election required—see instructions).....
c Treated as distributions out of corpus (Election required—see instructions)........
d Applied to 2023 distributable amount.....			217,394
e Remaining amount distributed out of corpus		12,878
5 Excess distributions carryover applied to 2023.
(If an amount appears in column (d), the same amount must be shown in column (a).)
6Enter the net total of each column as indicated below:
a Corpus. Add lines 3f, 4c, and 4e. Subtract line 5		111,006
b Prior years’ undistributed income. Subtract line 4b from line 2b ..........
c Enter the amount of prior years’ undistributed income for which a notice of deficiency has been issued, or on which the section 4942(a) tax has been previously assessed......
d Subtract line 6c from line 6b. Taxable amount —see instructions ...........
e Undistributed income for 2022. Subtract line 4a from line 2a. Taxable amount—see instructions .............
f Undistributed income for 2023. Subtract lines 4d and 5 from line 1. This amount must be distributed in 2024 ..........			0
7 Amounts treated as distributions out of corpus to satisfy requirements imposed by section 170(b)(1)(F) or 4942(g)(3) (Election may be required - see instructions) .......
8 Excess distributions carryover from 2018 not applied on line 5 or line 7 (see instructions) ...		15,186
9 Excess distributions carryover to 2024. Subtract lines 7 and 8 from line 6a ......		95,820
10 Analysis of line 9:
a Excess from 2019....	20,586
b Excess from 2020....	25,030
c Excess from 2021....	37,326
d Excess from 2022....
e Excess from 2023....	12,878

Form 990-PF (2023)

Page 10

Part XIII

Private Operating Foundations (see instructions and Part VI-A, question 9)

1a If the foundation has received a ruling or determination letter that it is a private operating
foundation, and the ruling is effective for 2023, enter the date of the ruling ...... right arrow

b Check box to indicate whether the organization is a private operating foundation described in section 4942(j)(3) or4942(j)(5)

2a Enter the lesser of the adjusted net income from Part I or the minimum investment return from Part IX for each year listed ..........	Tax year	Prior 3 years			(e) Total
	(a) 2023	(b) 2022	(c) 2021	(d) 2020	(e) Total

b 85% (0.85) of line 2a .........
c Qualifying distributions from Part XI, line 4 for each year listed .....
d Amounts included in line 2c not used directly for active conduct of exempt activities ..........
e Qualifying distributions made directly for active conduct of exempt activities. Subtract line 2d from line 2c ....
3 Complete 3a, b, or c for the alternative test relied upon:
a “Assets" alternative test—enter:
(1) Value of all assets ......
(2) Value of assets qualifying under section 4942(j)(3)(B)(i)
b “Endowment" alternative test— enter 2/3 of minimum investment return shown in Part IX, line 6 for each year listed ..
c “Support" alternative test—enter:
(1) Total support other than gross investment income (interest, dividends, rents, payments on securities loans (section 512(a)(5)), or royalties) ....
(2) Support from general public and 5 or more exempt organizations as provided in section 4942(j)(3)(B)(iii)....
(3) Largest amount of support from an exempt organization
(4) Gross investment income

Part XIV

Supplementary Information (Complete this part only if the foundation had $5,000 or more in
assets at any time during the year—see instructions.)

1Information Regarding Foundation Managers:

aList any managers of the foundation who have contributed more than 2% of the total contributions received by the foundation
before the close of any tax year (but only if they have contributed more than $5,000). (See section 507(d)(2).)

bList any managers of the foundation who own 10% or more of the stock of a corporation (or an equally large portion of the
ownership of a partnership or other entity) of which the foundation has a 10% or greater interest.

2Information Regarding Contribution, Grant, Gift, Loan, Scholarship, etc., Programs:

Check here right arrow

if the foundation only makes contributions to preselected charitable organizations and does not accept
unsolicited requests for funds. If the foundation makes gifts, grants, etc. to individuals or organizations under
other conditions, complete items 2a, b, c, and d. See instructions

aThe name, address, and telephone number or e-mail address of the person to whom applications should be addressed:

NAN WORTHINGTON
PO BOX 4311
TRAVERSE CITY,MI49685
(248) 267-3249

bThe form in which applications should be submitted and information and materials they should include:

REQUESTS FOR GRANTS ARE PROCESSED ON AN ANNUAL BASIS. THE SUBMISSIONS ARE CAREFULLY REVIEWED BY THE BOARD OF DIRECTORS DURING MAY THROUGH EARLY JUNE, WITH THE AWARDS GIVEN BY JULY 1. THE REQUESTS SHOULD BE MADE ON THE ORGANIZATION WEBSITE AT WORTHINGTON-FAMILY-FOUNDATION.ORG.

cAny submission deadlines:

BETWEEN FEBRUARY 1 AND MAY 15

dAny restrictions or limitations on awards, such as by geographical areas, charitable fields, kinds of institutions, or other
factors:

DISTRIBUTIONS CAN BE USED FOR THE CONTINUANCE AND DEVELOPMENT OF PROGRAMS, EXTEND ASSISTANCE IN THE COORDINATION OF THE WORK OF THE INSTITUTION; AND TO AID IN THE PLANNING AND DEVELOPMENT OF A GENERAL SOCIAL WELFARE PROGRAM WHICH SHALL BEST FULFILL THE HEALTH, WELFARE, CHARACTER BUILDING, AND RECREATIONAL NEEDS OF THE INSTITUTION. DETAILED GUIDELINES ARE FOUND IN THE PROPOSAL REQUEST DOCUMENT.

Form 990-PF (2023)

Page 11

Part XIV

Supplementary Information (continued)

3 Grants and Contributions Paid During the Year or Approved for Future Payment
Recipient	If recipient is an individual, show any relationship to any foundation manager or substantial contributor	Foundation status of recipient	Purpose of grant or contribution	Amount
Name and address (home or business)		Foundation status of recipient	Purpose of grant or contribution	Amount
aPaid during the year
ARCHING OAKS JAPANESE ART CENTER 37114 THRILL HILL RD EUSTIS,FL327369607			YOUTH ART PROGRAM-JAPAN AWARENESS	10,000
AU SABLE INSTITUTE 7526 SUNSET TRAIL NE MANCELONA,MI49659		501(C)3	KIDS PROGRAM REYS	20,000
CAMP WESTMINSTER 17567 HUBBELL AVE DETROIT,MI48235			SPHERICAL PROGRAMMABLE ROBOTS	10,100
DETROIT OPERA THEATRE 1526 BROADWAY DETROIT,MI48226		501(C)3	LOW INCOME STUDENTS OPERA EXPERIENCE	35,000
ECOLOGY CENTER 339 E LIBERTY ST SUITE 300 ANN ARBOR,MI48104		501(C)3	ENVIORNMENTAL EDUCATION PROGRAMS	13,000
GRASS RIVER NATURE CENTER PO BOX 231 BELLAIRE,MI496150231		501(C)3	PROTECTING THE GRASS RIVER WATERSHED	10,899
HEARTSTRINGS AND VALVES 5525 RABY ROAD NORFOLK,VA23502		501(C)3	SUPPORTS INSTRUMENT AND MUSIC NEEDS	5,000
INLAND SEAS EDUCATION ASSOCIATION 100 DAME ST PO BOX 218 SUTTONS BAY,MI49682		501(C)3	HANDS ON SCHOOL PROGRAMS	25,000
MSU OPERA THEATRE 333 WEST CIRCLE DR SUITE 102 EAST LANSING,MI48824		501(C)3	STUDENT EDUCATIONAL OPPORTUNITIES	33,500
OLD TOWN PLAYHOUSE PO BOX 262 TRAVERSE CITY,MI49685		501(C)3	UNDERWRITE CURRENT AND NEW PROGRAMS	38,773
PEWABIC POTTERY 10125 E JEFFERSON AVE DETROIT,MI48214		501(C)3	PROVIDE ART/CULTURE TO UNDERSERVED	29,000
Total ................................. 3a				230,272

bApproved for future payment

Total ................................. 3b

Form 990-PF (2023)

Page 12

Part XV-A

Analysis of Income-Producing Activities

Enter gross amounts unless otherwise indicated.	Unrelated business income		Excluded by section 512, 513, or 514		(e) Related or exempt function income (See instructions.)
1Program service revenue:	(a) Business code	(b) Amount	(c) Exclusion code	(d) Amount	(e) Related or exempt function income (See instructions.)
a
b
c
d
e
f
gFees and contracts from government agencies
2 Membership dues and assessments ....
3 Interest on savings and temporary cash investments ...........
4 Dividends and interest from securities ....					144,392
5 Net rental income or (loss) from real estate:
aDebt-financed property......
bNot debt-financed property.....
6 Net rental income or (loss) from personal property
7 Other investment income .....
8 Gain or (loss) from sales of assets other than inventory ............					104,368
9 Net income or (loss) from special events:
10 Gross profit or (loss) from sales of inventory
11 Other revenue: aMISC DEPOSIT
bWF-1 AMERICAN ELEC 6.125%					1,297
cWF-2 AMERICAN ELEC 6.125%					166
d
e
12 Subtotal. Add columns (b), (d), and (e) ..					250,223

13Total. Add line 12, columns (b), (d), and (e)..................

250,223

(See worksheet in line 13 instructions to verify calculations.)

Part XV-B

Relationship of Activities to the Accomplishment of Exempt Purposes

Line No.	Explain below how each activity for which income is reported in column (e) of Part XV-A contributed importantly to the accomplishment of the foundation’s exempt purposes (other than by providing funds for such purposes). (See instructions.)

Form 990-PF (2023)

Page 13

Part XVI

Information Regarding Transfers To and Transactions and Relationships With Noncharitable Exempt Organizations

Did the organization directly or indirectly engage in any of the following with any other organization described in section 501(c) (other than section 501(c)(3) organizations) or in section 527, relating to political organizations?

Yes

Transfers from the reporting foundation to a noncharitable exempt organization of:

(1) Cash...................................

1a(1)

(2) Other assets.................................

1a(2)

Other transactions:

(1) Sales of assets to a noncharitable exempt organization....................

1b(1)

(2) Purchases of assets from a noncharitable exempt organization..................

1b(2)

(3) Rental of facilities, equipment, or other assets.......................

1b(3)

(4) Reimbursement arrangements...........................

1b(4)

(5) Loans or loan guarantees.............................

1b(5)

(6) Performance of services or membership or fundraising solicitations................

1b(6)

Sharing of facilities, equipment, mailing lists, other assets, or paid employees..............

If the answer to any of the above is "Yes," complete the following schedule. Column (b) should always show the fair market value
of the goods, other assets, or services given by the reporting foundation. If the foundation received less than fair market value
in any transaction or sharing arrangement, show in column (d) the value of the goods, other assets, or services received.

(a) Line No.	(b) Amount involved	(c) Name of noncharitable exempt organization	(d) Description of transfers, transactions, and sharing arrangements

Is the foundation directly or indirectly affiliated with, or related to, one or more tax-exempt organizations
described in section 501(c) (other than section 501(c)(3)) or in section 527? ...........Yes No

If "Yes," complete the following schedule.

(a) Name of organization	(b) Type of organization	(c) Description of relationship

Sign Here

Under penalties of perjury, I declare that I have examined this return, including accompanying schedules and statements, and to the best of my knowledge and belief, it is true, correct, and complete. Declaration of preparer (other than taxpayer) is based on all information of which preparer has any knowledge.
				May the IRS discuss this return with the preparer shown below? See instructions. Yes No
	Signature of officer or trustee	Date	Title

Paid Preparer Use Only	Print/Type preparer's name	Preparer's Signature	Date	Check if self- employed	PTIN
	Firm's name				Firm's EIN
	Firm's address				Phone no.

Form 990-PF (2023)

Additional Data

Software ID:
Software Version:

Form 990PF - Special Condition Description:

Special Condition Description

- TIN:

TY 2023 AccountingFeesSchedule

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
WSR TAX PREP	4,950

- TIN:

Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

TY 2023 DepreciationSchedule

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Description of Property	Date Acquired	Cost or Other Basis	Prior Years' Depreciation	Computation Method	Rate / Life (# of years)	Current Year's Depreciation Expense	Net Investment Income	Adjusted Net Income	Cost of Goods Sold Not Included
APPLE COMPUTER C1MNK	2014-10-29	1,657	1,657	S/L	4.0000
COMPUTER 2 BUNDLE - 2015 ROTATION	2015-05-23	1,125	1,125	S/L	4.0000

- TIN:

Note: To capture the full content of this document, please select landscape mode (11" x 8.5") when printing.

TY 2023 GainLossSaleOtherAssetsSch

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Name	Date Acquired	How Acquired	Date Sold	Gross Sales Price	Basis	Total (net)
FL ST SER A 5.5	2013-11	PURCHASE	2023-08	25,000	25,313	-313
NJ ST 6.31	2010-07	PURCHASE	2023-07	10,000	10,239	-239
NORTH TX 8.41	2010-07	PURCHASE	2023-02	1,000	1,015	-15
PA ST A 6.25	2013-11	PURCHASE	2023-09	50,000	50,005	-5
WELLS FARGO 4161		PURCHASE		84,287	99,231	-14,944
WELLS FARGO 4161		PURCHASE		247,712	227,702	20,010
JP MORGAN MID CAP VALUE	2011-10	PURCHASE	2023-06	20,000	13,570	6,430
MFS SER TR	2011-10	PURCHASE	2023-06	14,243	6,677	7,566
MFS SER TR	2011-12	PURCHASE	2023-06	957	444	513
WELLS FARGO 6267		PURCHASE		96,575	99,802	-3,227
WELLS FARGO 6267		PURCHASE		75,430	39,773	35,657

- TIN:

TY 2023 InvestmentsCorpBondsSchedule

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Name of Bond	End of Year Book Value	End of Year Fair Market Value
40000 CONAGRA FOODS INC 3.2%
10000 GOLDMAN SACHS GRP INC 3.0%	9,757	9,944
5000 MEFLIFE INC SR UNSECURED 3.6%	4,921	4,972
8000 LAS VEGAS SANDS CORP SR UNS 3.2	7,718	7,845
25000 CVS CAREMARK CORP SR 3.375%	24,383	24,653
25000 MPLX LP SR 4.0%	24,934	24,618
25000 OWL ROCK CAP CO SR UNSEC 4%	24,874	24,289
10000 NATIONAL RURAL UTIL COOP MED 3	10,027	9,607
25000 FS KKR CAPITAL CORP SR UNS 3.	24,043	23,657
50000 ZIMMER BIOMET HOLDINGS 3.05%	49,941	48,272
25000 WESTERN DIGITAL CORP 4.75%	24,505	24,525
10000 NATIONAL RURAL UTIL COOP INTER	10,043	9,656
50000 CMS ENERGY CORP SR UNS 3.0%	49,892	47,772
30000 LAS VEGAS SANDS CORP SR UNS 3.	28,234	28,597
25000 VALERO ENERGY CORP SR UNS 3.4%	25,124	23,989
22000 WABTEC COMPANY GTD SR UNS 3.45	21,878	21,045
20000 MORGAN STANLEY 3.625%	19,226	19,390
10000 GOLDMAN SACHS MED TERM 1.5%	8,550	8,701
15000 AMAZON UNSEC 4.55%	14,707	15,230
25000 KINDER MORGAN INC CO 4.3%	24,829	24,649
25000 FLUOR CO SR UNSEC 4.25%	24,722	23,621
15000 ENABLE MIDSTREAM PTR COUP 4.15	14,680	14,293
25000 JEFFERIES GRP SR UNSEC 4.15%	24,403	23,476
50000 CHARLES SCHWAB UNSEC 2.3%	41,101	41,758
45,000 GENERAL ELEC CAP	41,633	51,185
30,000 PROGRESSIVE CORP SENIOR NOTES	27,800	33,265
12000 CITIGROUP INC MD TRM 3.0% CPN
45,000 WACHOVIA BANK CPN 6.6% DUE 1/	42,347	50,155
25,000 BANK OF AMERICA CPN 6.05% DUE	25,000	26,582
30000 PRUDENTIAL FINANCIAL INC MD TR
50000 KRAFT FOODS GRP INC 5%	49,873	48,163
15000 VIACOM INC SR UNSEC 4.875%	14,535	11,307
25000 OCCIDENTAL PETROLEUM 4.5%	24,990	19,438
25000 KRAFT HEINZ FOODS CO 4.375%	24,622	21,820
25000 AT&T INC SRR 4.5%	23,358	21,808
30000 DOW CHEMICAL CO 4%	30,000	22,456
40000 ORACLE CORP SR UNSEC CALLABLE	40,524	28,986
60000 METHANEX CORP 4.25%	58,520	59,020
25000 BARCLAYS BANK PLC CPN 5.25%	25,000	24,643
20000 - ROYAL BANK CANADA 5%	20,000	19,709
50000 BANK AMERICA CORP MED 4.25%	49,975	49,116

- TIN:

TY 2023 InvestmentsCorpStockSchedule

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Name of Stock	End of Year Book Value	End of Year Fair Market Value
2400SHS-B RILEY FINANCIAL INC SR 5.	60,000	42,528
2000SHS-B RILEY FINANCIAL INC SR NOT	50,000	31,700
4000SHS- BABCOCK & WILCOX ENT 6.5%	100,000	65,040
2300SHS- BANK OF AMERICA CORP SUB 4.	49,912	42,596
2000SHS-CUSTOMERS BANCORP 5.375%	50,000	38,800
2000SHS- EAGLE POINT INCOME CO INC 5	50,000	46,320
2000SHS- FEDERAL AGRICULTURAL MORT 4	50,000	38,200
2000SHS- GLADSTONE INVESTMENT CORP 5	50,000	48,020
3050SHS-GOLDMAN SACHS GROUP INC	59,748	66,002
4500SHS-HEALTHCARE TRUST 7.375% PERP	85,549	73,395
2000SHS-MERCHANTS BANCORP SER A NON	50,000	49,470
2500SHS- NUVEEN MUN CREDIT OPPTYS	37,500	24,925
2000SHS-OXFORD LANE CAPITAL CORP 5%	50,000	45,580
2000SHS-PRIORITY INCOME FUND 6.375%	50,000	44,520
2000SHS-SCORPIO TANKERS INC SR NOTE	50,000	49,780
1000SHS-SO CO SER 2017B JR SUB NOTE	25,000	23,960
1600SHS-WELLS FARGO DEP SHS 1/1000TH	40,000	29,472
8495.01SHSVANGUARD CASH RES MM ADM	13,692	13,693
6175.224SHS-DWS ENHANCED COMMODITY
910.058SHS-AMER FNDS NEW WORLD CL F2	56,267	68,027
1806.673SHS-JANUS HENDERSON GLOBAL	23,744	21,174
1579.51SHS-JENSEN PORTFOLIO INC CL	78,047	94,381
1821.975SHS-MFS INTL DIVERS FD CL I	39,608	40,466
6532.541SHS-MFS SER TR I VALUE FD	290,957	310,949
3413.823SHS-JP MORGAN TR II EQ INC F	78,521	78,450
2096.18SHS-JP MORGAN MIDCAP GROWTH	119,478	97,724
4453.056SHS-JP MORGAN MIDCAP VALUE	148,107	160,043
2335.514SHS-PARNASSUS CORE EQUITY	101,315	129,061
1701.224SHS-PRIMECAP ODYSSEY FDS AGG	61,480	73,000
635.12SHS-T ROWE PRICE BLUE CHIP G	84,120	94,849
2116.866SHS-ARTISAN FUNDS SM CAP FND	74,408	68,967
1838.051SHS-VICTORY SYCAMORE SM CO	75,456	88,980
1075SHS-AMERICAN ELEC 6.125%
254SHS-ABBOTT LABORATORIES	27,366	27,958
124SHS-ACCENTURE PLC IRELAND CL A	35,623	43,513
349SHS-AFLAC INC	24,979	28,793
68SHS-AIR PRODUCTS & CHEMICALS	19,641	18,618
69SHS-AMERICAN TOWER CORP	11,712	14,896
81SHS-AMGEN INC	21,441	23,330
174SHS-ANALOG DEVICES INC	28,235	34,549
462SHS-APPLE	55,017	88,949
111SHS-AUTOMATIC DATA PROCESSING	26,374	25,860
82SHS-BECTON DICKINSON & CO	20,788	19,994
34SHS-BLACKROCK INC	18,892	27,601
165SHS-CHEVRON CORP	23,186	24,611
133SHS-CHUBB LTD	25,174	30,058
357SHS-CISCO SYSTEMS INC	16,933	18,036
84SHS-CLOROX COMPANY
152SHS-COLGATE-PALMOLIVE CO	12,079	12,116
370SHS-COMCAST CORP NEW	15,617	16,225
29SHS-COSTCO WHSL CORP NEW	5,423	19,142
171SHS-EMERSONELECTRIC CO	16,452	16,643
195SHS-EVERSOURCE ENERGY	16,477	12,035
93SHS-GENL DYNAMICS CORP	22,740	24,149
23SHS-GRAINGER W W INC	13,634	19,060
117SHS-ILLINOIS TOOL WORKS INC	26,254	30,647
173SHS-JOHNSON AND JOHNSON	20,606	27,116
226SHS-JP MORGAN CHASE AND CO	22,904	38,443
80SHS-LINDE PLC	26,119	32,857
216SHS-LOWES COMPANIES INC	43,813	48,071
108SHS-L3HARRIS TECHNOLOGIES	22,310	22,747
66SHS-MCDONALD'S CORP	14,266	19,570
217SHS-MEDTRONIC PLC	16,665	17,876
301SHS-MICROSOFT	69,623	113,188
539SHS-NEXTERA ENERGY INC	40,006	32,739
227SHS-NIKE INC CLASS B	26,026	24,645
110SHS-NORFOLK SOUTHERN CORP	25,637	26,002
84SHS-P P G INDUSTRIES INC	10,780	12,562
186SHS-PAYCHEX INC	21,520	22,154
134SHS-PEPSICO INCORPORATED	24,286	22,759
268SHS-PHILLIPS 66	28,028	35,682
115SHS - PROCTOR & GAMBLE	13,079	16,852
110SHS-RAYTHEON TECHNOLOGIES
45SHS - S&P GLOBAL	16,633	19,823
150SHS-TARGET CORP	24,396	21,363
73SHS-UNITEDHEALTH GROUP	25,271	38,432
330SHS-US BANCORP NEW USB
420SHS-V F CORPORATION
87SHS-WALMART INC	12,727	13,716
201SHS-WEC ENERGY GROUP INC	19,167	16,918
250SHS-AMERICAN ELEC 6.125%

- TIN:

TY 2023 InvestmentsGovtObligationsSch

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

US Government Securities - End of Year Book Value:

US Government Securities - End of Year Fair Market Value:

State & Local Government Securities - End of Year Book Value:

191,504

State & Local Government Securities - End of Year Fair Market Value:

198,600

- TIN:

TY 2023 LandEtcSchedule2

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Category / Item	Cost / Other Basis	Accumulated Depreciation	Book Value	End of Year Fair Market Value
COMPUTERS	2,782	2,782

- TIN:

TY 2023 OtherDecreasesSchedule

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Description	Amount
IMMATERIAL TIMING DIFFERENCE	3,923

- TIN:

TY 2023 OtherExpensesSchedule

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Description	Revenue and Expenses per Books	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
EXPENSES
USPS	166
WEB HOSTING FEE	288
SITEGROUND WEB RENEWAL	46

- TIN:

TY 2023 OtherIncomeSchedule2

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Description	Revenue And Expenses Per Books	Net Investment Income	Adjusted Net Income
WF-1 AMERICAN ELEC 6.125%	1,297
WF-2 AMERICAN ELEC 6.125%	166

- TIN:

TY 2023 OtherIncreasesSchedule

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Description	Amount
WB NONDIVIDEND DISTRIBUTIONS	8,317

- TIN:

TY 2023 OtherProfessionalFeesSchedule

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Category	Amount	Net Investment Income
WF 1 2052-4161 ADVISORY FEES	16,964	16,964
WF 2 4620-6267 ADVISORY FEES	11,153	11,153
WF 2 2052-4161 ADR FEES

- TIN:

TY 2023 TaxesSchedule

Name:

WORTHINGTON FAMILY FOUNDATION

EIN:

26-4445573

Category	Amount	Net Investment Income	Adjusted Net Income	Disbursements for Charitable Purposes
WF 1A FOREIGN TAX PAID	227
WF2 FOREIGN TAX PAID	11
2023 EXCISE TAX ESTIMATES	2,800